In order to be effective in leading a retail food cooperative, a board must protect the integrity of its process. Two keys to sound board process are the ability to speak with one voice and the ability to protect confidential information. Most often these objectives are achieved with a shared understanding of the board’s roles and responsibilities, by establishing a set of clearly articulated [...]
Boards monitor policy to find out whether their expectations are being met. A board needs to respond to an unacceptable monitoring report appropriately in order to fulfill its fiduciary responsibility to the co-op's owners. When the General Manager's monitoring doesn't meet the board's expectations the board needs to give clear direction to the Manager. Why do we monitor policy? Boards that use written policy [...]
Keeping good records is one part of a board’s legal Duty of Care; as the record of what happens at meetings, the minutes are an important tool for fulfilling this duty. In practice, minutes primarily serve as a tool for helping directors remember what the board decided at previous meetings, and secondarily as a way to keep our co-op’s members informed about the actions [...]
Properly structured and monitored board committees can be a good way for a board to accomplish specific board tasks and to ensure that ongoing, repeating processes are carried out. Small groups of people working together are nimble, effective and fun! Improperly used committees can waste precious board time and energy, and at worst can undermine the Board’s relationship with its General Manager and the [...]
Boards delegate to their GM the task of effectively managing the co-op’s operations, which requires a clear system of accountability to ensure the GM is doing this job well. How can a board and GM maintain this system of delegation and accountability during the more risky and busy time of an expansion project? How can the board be sure that good financial management continues [...]
Where we are headed matters. If we don’t know where we are going any road will do. A primary responsibility of a board is to define the reason for the organization’s existence. What are we here for? What should be different because we exist? For whom? For a board that uses Policy Governance®, Ends are written policies which define a) results, outcomes or benefits [...]
Directors who are diligently trying to fulfill their fiduciary duty regularly notice things within their co-op that may be cause for concern – or at least worth asking about. At the same time, these same directors want to honor the Board’s clear delegation to the GM and that GM’s professional judgment. How can responsible directors do both? This Field Guide will outline an approach [...]
Board meetings are at the heart of board work and well-run, productive meetings are an important part of the foundation for any good board. Meetings are typically open to owners, and sometimes others, to attend. Having clear guidelines on attendance at, and participation in, board meetings will support the board in doing its work and will set clear expectations for those attending. Proactively defining [...]
This process is a variation of the one described in the “Boards Acting on Ends Reports” Field Guide. Not all limitations monitoring reports will warrant this extra attention, but sometimes this approach can elevate the board’s monitoring work from basic fiduciary oversight into a more meaningful strategic conversation. Along with determining whether the report demonstrates reasonable accomplishment, the board can use a structured process [...]
Many boards of retail food cooperatives rely heavily on electronic communication tools to handle logistic and administrative matters and to share and store board documents. For a board with strong communication skills, properly used electronic tools facilitate the administrative details of board service. For boards working to build trust and communication skills, email in particular can create or add to misunderstandings. Electronic Communication basics: [...]
